20240610_LPKR_Rencana Transaksi Perubahan Kegiatan Usaha_31659700_lamp2.pdf

DEFINITION

Feasibility Study Report ! Report on the Feasibility Study for the Addition of KBLI by
the Company as conducted by Public Appraisal Services
Office (KJPP) of Febriman, Siregar, dan Rekan No.
00410/2.0109-05/BS/03/0069/1/V/2024 dated 13 May
2024 and revision to the feasibility study report No.
00460/2.0109-05/BS/03/0069/1/V/2024 dated 31 May

2024.
Indonesian Standard : Indonesian Standard Business Field Classification as
Business Field Classification stipulated under Central Statistics Agency Regulation No.
or KBLI 2 of 2020 on the Indonesian Standard Industrial
Classification.
Financial Services Authority : Institutions that has the functions, duties and regulatory,
or OJK supervision, examination and investigation authority as

referred to under Law No. 21 of 2011 regarding Financial
Services Authority, as amended by Law No. 4 of 2023
regarding Development and Strengthening of the
Financial Sector as amended by Law No. 4 of 2023
regarding Development and Strengthening of the
Financial Sector.

OJK Regulation No. 15/2020 : Regulation of Financial Services Authority No.
15/POJK.04/2020 regarding Plan and Procedures for
General Meeting of Shareholders of Public Companies.

OJK Regulation No. 17/2020 : Regulation of Financial Services Authority No.
17/POJK.04/2020 regarding Material Transactions and
Changes of Business Activities.

Company 1 PT Lippo Karawaci Tbk., domiciled in Tangerang, Banten,
a public limited liability company established under and
based on the laws and regulations of the Republic of
Indonesia.

Addition of KBLI 1 Addition of new business activities of the Company,namely:
1) On Street Parking Activities (KBLI 52214), and
2) Off Street Parking Activities (KBLI 52215).

Il. FOREWORD

This Disclosure of Information to the Shareholders of the Company (“Disclosure of Information”)
is made with regards to the plan of the Company to add its business activities with reference to
the Addition of KBLI (“Additional Business Activities”). Pursuant to the applicable regulations,
the proposed Additional Business Activities reguires the approval of the General Meeting of
Shareholders of the Company (“GMS”) and the Company must convey a Disclosure of Information
regarding the proposed Additional Business Activities, to comply with the provision under Article
22 of OJK Regulation No. 17/2020.

In relation to the above-mentioned matters, the Company's Board of Directors announced this
Disclosure of Information on the Company's website and the Indonesian Stock Exchange's
website in order to provide more complete information and description to the Company's
Shareholders regarding the Additional Business Activities. The Company also provides data
related to the Additional Business Activities to the shareholders as of the Announcement of the
GMS and its supporting documents to OJK as stipulated under OJK Regulation No. 17/2020.

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This Disclosure of Information is the basis for consideration for the Company's shareholders to
provide approval to the plan for Additional Business Activities, namely in the Addition of KBLI
which will be proposed by the Company to the GMS.

The Company is a public limited liability company which engages in the business of Real Estate:
Provision of Accomodation and Food and Beverage, Financial Activities, Professional, Scientific
and Technical Activities, Construction: Transportation: Trade, Water Management, Waste Water
Management, Trash Management and Recycle, and Remediation Activities, Entertainment and
Recreation, Manpower Activities, and Other Business Supporting Activities. The Company
intends to conduct addition of parking business activities, which is currently not stated in the
Company's Articles of Association.

The basis for the addition of parking business activities, is that parking activities are an

inseparable part of the real estate business activities carried out by the Company. Further

explanation of the basis and added value obtained by the Company from additional business

activities may be seen in Section V - Explanation, Considerations and Reasons for the Additional

Business Activities of this Disclosure of Information.

This addition of parking business activities is conducted in reference to the explanation of Article

Ha of OJK Regulation No. 17/2020, under which the Company has conducted the following:
Announcement of the disclosure of information to the shareholders at the same time as the
announcement of the GMS on 13 May 2024,

2. Provide data regarding the addition of business activity, in order for the information to be
available to the shareholders, on websites of OJK, IDX and the Company:

3. Appoint an appraiser to conduct feasibility study on the addition of Business Activities:

4. Will obtain approval of the shareholders in the General Meeting of Shareholders which will be
held on 24 June 2024.

As of the date of this Disclosure of Information, the Company has not received objections from
any parties regarding the proposed Addition of Business Activities. In relation with the addition of
parking business activities by the Company, there are no provisions, regulatory approvals as well
as approvais and/or permits and/or notifications from the government or other bodies or
institutions or other third parties that currently must be fulfilled by the Company.

Il. BRIEF DESCRIPTION OF THE COMPANY

A. Brief History of the Company

PT Lippo Karawaci Tbk (the “Company”) is a public limited liability company, which engages in
the business of real estate and urban development and its supporting facilities as well as
business activities of the Company are running business in real estate and urban development
company and their supporting facilities and running business in service sector, including the
construction of housing, offices, industry, hotels, hospitals, shopping centers, public facilities,
hospitality, health services and their facilities, either directly or through investment or disposal
(divestment) of capital in relation to the main business activities of the Company in other the
companies.

The Company was established as PT Tunggal Reksakencana on 15 October 1990 based on
the Deed of Establishment No. 233, drawn up before Misahardi Wilamarta, SH, Notary Public
in Jakarta (“Deed of Company Establishment”). The Company's Deed of Establishment was
ratified by the Ministry of Justice of the Republic of Indonesia by the Decree No.
C2.6974.HT.01.01-Th'91 dated 22 November 1991 and was announced in the State Gazette
of the Republic of Indonesia No. 62, Supplement to the State Gazette No. 3593 dated 4 August
1992. The Company's Articles of Association was amended several times, lastly with Deed
No. 8 dated 6 June 2022 drawn up before Aulia Taufani S.H., Notary in Jakarta. This

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amendment was received and recorded in the database of the Legal Entity Administration
System of the Minister of Law and Human Rights telah diterima (“MOLHR”) based on the
Receipt of Notification on Amendment to Articles of Association No. AH.01.03-025469 dated
23 June 2022 (“Articles of Association”).

The company's head office is at Menara Matahari Lt. 22, Jl. Boulevard Palem Raya No. 7, Lippo
Karawaci, Tangerang 15811, Banten, Indonesia.

B. Business Activities of the Company

The purpose and objectives of the Company is as stipulated under Deed No. 8 dated 6 June
2022 made before Aulia Taufani S.H., Notary in Jakarta, and has obtained Receipt of Notification
on the Amendment of the Articles of Association No. AHU-AH.01.03-025469 dated 23 June
2022.

Based on Article 3 of the Company's Articles of Association, the aims and objectives of the
Company is to engage in Real Estate, Provision of Accomodation and Food and Beverage,
Financial Activities, Professional, Scientific and Technical Activities: “Construction,
Transportation: Trade: Water Management, Waste Water Management, Trash Management and
Recycle, and Remediation Activities, Entertainment and Recreation, Manpower Activities, and
Other Business Supporting Activities.

The business activities currently carried out by the Company are as stated in the Company's
Articles of Association.

C. Capital Structure and Composition of Shareholders of the Company

As of the issuance date of this Disclosure of Information, the Company's capital structure is
as follows:

Description Total Nominal Value
(Rp)

@Rp100

Authorized Capital 92,000,000,000 9,200,000,000,000
Paid-Up and Issued Capital 70,898,018,369 | 7,089,801,836,900

Based on the Monthly Report on the Registration of Company's Stock Holders prepared by
PT Sharestar Indonesia as the Company's Securities Administration Bureau, the
shareholding composition of the Company as of 30 April 2024 is as follows:

Shareholders Nominal Value Percentage
(W)) (“2)

@Rp100

PT Inti Anugerah Pratama 18,161,073,458 1,816,107,345,800 25.62
Sierra Corporation 11,259,645,290 1,125,964,529,000 15.88
PT Primantara Utama 7,371,500,000 737,150,000,000 10.4
Sejahtera

Public (each less than 596) 34,085,099,021 3,408,509,902,100 48.07

Total Outstanding Shares

70,877,317,769

7,087,731,776,900

Treasury Shares

20,700,600

2,070,060,000

0.03

Total Paid-Up and Issued
| Capital

70,898,018,369

7,089,801,336,900

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INI. SUMMARY OF REPORT OF THE APPRAISER

Summary of Feasibility Study based on Report No. 00410/2.0109-
05/BS/03/0069/1/V/2024 dated 13 May 2024 and Revision to the Feasibility Study
Report No. 00460/2.0109-05/BS/03/0069/1/V/2024 dated 31 May 2024

The Company has appointed Public Appraisal Services Office (KJPP) Febriman, Siregar &
Rekan (“KJPP FSR”), a registered KJPP which is licensed by the Minister of Finance based on
Decree of the Minister of Finance No. 459/KM.1/2020 dated 17 September 2020 and is
registered as capital market supporting profession under the Financial Services Authority (OJK)
based on Surat Tanda Terdaftar (STTD) Profesi Penunjang Pasar Modal from OJK No.
STTD.PPB-41/PM.223/2019 dated 31 July 2019 as Appraiser of Asset/Property and Business
in the Capital Market. Hereby acts to carry out assessments objectively without any conflict of
interest and have the competence to carry out assignments as an Independent Appraiser for the
preparation of feasibility study related to the proposed Additional Business Activities namely
regarding Addition of KBLI with cut-off date as of 31 December 2023 (“Feasibility Study”).

A. Purposes and Objectives

To assess the feasibility of the business in relation to the proposed Additional Business Activities,
namely parking management activities. This Feasibility Study is prepared to comply with the
regulations as stated under OJK Regulation No. 17/2020, which reguires an appraiser to provide
feasibility study related to the change of business activities.

Addition of KBLI to be included to the Company's Articles of Association is as follows:

No. No. KBLI Description
Gea 52214 On Street Parking Activities
CA | 52215 Off Street Parking Activities

B. Assumptions and Limiting Conditions

KJPP FSR in preparing the Feasibility Study used the following assumptions and limiting

conditions:

1. This Feasibility Study is a non-disclaimer opinion.

2. KJPP FSR has reviewed the documents needed in the assessment process.

3. The data and information obtained came from reliable sources which accuracy can be
trusted.

4. The financial projection used is adjusted to and reflected the reasonableness of the financial
projection made by the Company.

5. KJPP FSR is responsible for the implementation of this Feasibility Study and the fairness
of the financial projections.

6. This Feasibility Study Report is open to the public unless there is confidential information
that may affect the operations of the Company.

7. KJPP FSR is responsible forthe Feasibility Study Report and the Conclusions.

8. KJPP FSR has obtained information on the legal status of the objects of the Feasibility
Study from the Company.

C. Business Feasibility Analysis
The methods and procedures applied in preparing the Feasibility Study are as follows:

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1) Market Feasibility Analysis

2) Technical Feasibility Analysis

3) Business Pattern Feasibility Analysis
4) Management Model Feasibility Analysis
5) Financial Feasibility Analysis

The following is the summary of the Feasibility Study:

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2)

3)

4)

5)

Market Feasibility Analysis

The improvement in the property industry will influence the increase in the need for
parking businesses. By taking into account the market potential and growing
economic conditions, the proposed Additional Business Activiites is feasible to be
implemented from market's perspective.

Technical Feasibility Analysis

The Company uses existing assets in its proposed plan to incorporate parking
businesses, thus no new investment is needed for additional parking businesses. By
taking into account the facilities provided by the Company, the proposed Additional
Business Activities is technically feasible to be implemented.

Business Pattern Feasibility Analysis

Parking business activities have been carried out by the Company's subsidiary,
namely by PT Sky Parking Utama, a consolidated subsidiary of the Company. Thus,
there is no need for a new business model in the proposed addition of the Company's
business activities.

By taking into account the business pattern that will be applied by the Company in
the proposed Additional Business Activities, the proposed Additional Business
Activities is feasible to be implemented from business pattern's perspective.

Management Model Feasibility Analysis

The Company's current organizational structure has supported the work operations
of the Company in the proposed Addition of Business Activities. Thus, the proposed
Addition of Business Activities is feasible to be implemented from the management
model's perspective.

Financial Feasibility Analysis

The Company's business feasibility analysis is based on the financial projections in
accordance with the proposed Additional Business Activities. Feasibility of the
investment is reviewed using various indicators such as Internal Rate of Return (IRR),
Net Present Value (NPV), and Payback Period where the proposed Additional
Business Activities is deemed feasible or profitable if:

# Net Present Value is positive

e Internal Rate Return is greater than the discount rate (the discount rate is 9.0796)
e Payback period is faster than the projection period (projection period is 5 years)

Through the Feasibility Study, based on the criteria mentioned above, the below
parameter was obtained:
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Internal Rate Net Present

Return / IRR Value / NPV
IRR obtained is 64.3894, larger NPV showed a positive 3 years 5
than the discount factor used value of Rp8,963,278,156 months

D. Opinion on the Feasibility of the Additional Business Activities (Conclusions)

Based on the study and analysis conducted to all aspects in order to define the feasibility
of the business, KJPP FSR is of the opinion that based on the market feasibility analysis,
technical feasibility analysis, business pattern feasibility analysis, model management
feasibility analysis and financial feasibility analysis, the proposed Additional Business
Activities plan is FEASIBLE.

IV. AVAILABILITY OF EXPERTS IN RELATION WITH THE ADDITIONAL
BUSINESS ACTIVITIES PLAN

In relation with the Additional Business Activities plan, currently the Company has
competent human resources who are competent to support the Additional Business
Activities plan, these human resources are originated from the existing employees of the
subsidiary of the Company that is consolidated with the Company, namely PT Sky
Parking Utama, which consists of 67 employees. Thus, there is no additional material
costs that the Company will incur to hire employees. Furthermore, in relation to
professional experts, the Company does not reguire specific professional experts for the
Additional Business Activities Plan.

V. EXPLANATION, CONSIDERATION AND REASONS FOR THE ADDITIONAL
BUSINESS ACTIVITIES

This parking business activities is an integral part of the real estate business which is
currently conducted by the Company. Currently, the parking business activities is
conducted by a subsidiary of the Company, namely PT Sky Parking Utama, a subsidiary
of the Company which is consolidated to the financial statements of the Company since
2014.

In order to align the governance between subsidiaries and the Company as a company
operating in the real estate business sector, the Company intends to increase the scope
of parking business services in its main business activities as stated in the Company's
Articles of Association.

Furthermore, considering the Company's regional development which can reach all
corners of Indonesia, parking business services have the potential to be more efficient if
provided directly by the Company.

Through the Additional Business Activities, the Company intends to be able to optimize all
potential and opportunities and improve the Company's performance and profitability in
the future.

The profits obtained by the Company from the addition of KBLI are expected to support
the Company's long-term growth, as well as provide added value for the Company and its
shareholders.

The Company's income is projected to be increased by 4.2194, following the addition of
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the new business activities.

VI. EXPLANATION ON THE IMPACT OF THE ADDITIONAL BUSINESS ACTIVITIES
ON THE FINANCIAL CONDITION OF THE COMPANY

This Addition of Business Activities is projected to provide positive impact to the Company's
financial conditions.

With the implementation of the plan for Additional Business Activities, the Company's operating
profit is estimated to increase between 0.82Y6 to 1.136 and the Company's net profit is
estimated to increase between 0.65Y6 to 0.88Y4 due to additional income from the planned
Additional Business Activities.

In relation to the plan for Additional Business Activities, the Company intends to use its existing
resources, facilities and assets currently owned by the Company.

As described in the Summary of Report of the Appraiser, the Company's plan to conduct
Additional Business Activities is feasible based on the following parameter:

»# Net Present Value (NPV)
NPV produced showed a positive value of Rp8,963,278,156.

e Internal Rate of Return (IRR)
IRR obtained is of 64.389 larger than the used discount factor.

#  Profitability Index (PI)
PI obtained is 1.19.

e Break Even Point (BEP)
BEP obtained is 41.0076.

e# Payback Period
Payback Period is for 3 years 5 months.

VII. INFORMATION ON THE GENERAL MEETING OF SHAREHOLDERS

The Company will convene an Annual GMTD to, among others, obtain the approval with regards
to the amendment of the Article 3 of the Company's Articles of Association regarding purpose
and objectives and business activities of the Company, including discussion on the Feasibility
Study.

Annual GMS will be held Baal and electronically by the Company on:

Day/Date 1 Monday/24 June 2024
Time 1 14.00 WIB — finish
Venue 1 Hotel Aryaduta Jakarta, Jl. Prajurit KKO Usman dan Harun No.

44-48, Gambir, Jakarta Pusat 10110

The agenda items of the Company's Annual GMS are as follows:

»

N 90 9 aa

Approval on the Annual Report of the Company including the Board of Commissioners'
Supervisory Duties Report as well as Ratification of the Financial Statements of the
Company for the Financial Year Ended on 31 December 2023

Allocation of the Company's net profit for the Financial Year Ended on 31 December
2023

Appointment of Public Accounting Firm and/or Public Accountant to Perform Audit on
the Company for the Financial Year Ended on 31 December 2024 including any other
audited Financial Statements as reguired by the Company

Amendment and Restatement of the Composition of the Members of the Board of
Directors and/or the Board of Commissioners of the Company

Determination of Remuneration for the Board of Commissioners and Board of Directors
for the Year of 2024

Approval on the Addition of Business Activities of the Company, including discussion
on the Feasibility Study regarding the Addition of the Company's Business Activities
Amendment and Restatement of the Company's Articles of Association

The Company's Annual GMS will be convened based on the Articles of Association of the
Company and the prevailing OJK Regulations in relation to the General Meeting of
Shareholders.

Based on OJK Regulation No. 15/POJK.04/2020, the attendance and the resolution guorum for
the agenda of the Annual GMS are as follows:

1. Forthe first to sixth agenda item:

a

b.

The Company's GMS may be convened if the GMS is attended by more than 1/2 (one-
half) of the total number of shares with valid voting rights, and

Resolution is valid if approved by more than 1/2 (one-half) of the total number of
shares with valid voting rights present at the GMS.

2. For the seventh agenda item:

a

b.

The Company's GMS may be convened if the GMS is attended by more than 2/3 (two-
thirds) of the total number of shares with valid voting rights, and

Resolution is valid if approved by more than 2/3 (two-thirds) of the total number of
shares with valid voting rights present at the GMS.

If the guorum is not met, the Company may convene a second meeting with the following
attendance and resolution guorum reguirement:

1. Forthe first to sixth agenda item:

a

b.

The Company's GMS may be convened if the GMS is attended by more than 1/3 (one-
third) of the total number of shares with valid voting rights: and

Resolution is valid if approved by more than 1/2 (one-half) of the total number of shares
with valid voting rights present at the second GMS.

2. Forthe seventh agenda item:

a.

b.

The Company's GMS may be convened if the GMS is attended by more than 3/5 (three
fifth) of the total number of shares with valid voting rights, and

Resolution is valid if approved by more than 1/2 (one-half) of the total number of shares
with valid voting rights present at the second GMS.

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VII. ADDITIONAL INFORMATION

Ifthe Shareholders reguire further information, please contact the Company during working day
and hours (Monday — Friday at 08.30 — 17.30), to the following address:

PT Lippo Karawaci Tbk
Menara Matahari, Lantai 22
Jl. Boulevard Palem Raya No. 7, Lippo Karawaci, Tangerang 15811, Banten, Indonesia
Telpon: t62 21 2566 9000
Website: www.lippokarawaci.co.id
Email-corsec@lippokarawaci.co.id

On behaif of the Board of Directors of
PT Lippo Karawaci Tbk,

,
Ketut Budi Wijaya rshaMMartinus Tissadharma
President Director irector p

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